AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON OCTOBER 14, 1999 REGISTRATION NO. 333-84193 SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 V.F. CORPORATION (Exact Name of Registrant as Specified in Charter) PENNSYLVANIA 23-1180120 (State or Other Jurisdiction (I.R.S. Employer Identification Number) of Incorporation or Organization) 628 GREEN VALLEY ROAD GREENSBORO, NORTH CAROLINA 27408 (Address of Registrant's Principal Executive Offices) 1996 STOCK COMPENSATION PLAN (Full Title of the Plan) CANDACE S. CUMMINGS, ESQ. VICE PRESIDENT - ADMINISTRATION, GENERAL COUNSEL AND SECRETARY V.F. CORPORATION P.O. BOX 21488 GREENSBORO, NORTH CAROLINA 27420 (Name and address of agent for service) (336) 547-6000 (Telephone number, including area code, of agent for service) PART II INFORMATION REQUIRED IN THE REGISTRATION STATEMENT ITEM 8. EXHIBITS. Exhibit No. Description 4.1 1996 Stock Compensation Plan, as amended to date. *4.2 Mid-Term Plan, a subplan under the 1996 Stock Compensation Plan (Exhibit 10(X) to the Company's Annual Report on Form 10-K for the year ended January 2, 1999). *5 Opinion of Pepper Hamilton LLP. *23.1 Consent of PricewaterhouseCoopers LLP. *23.2 Consent of Pepper Hamilton LLP (included in Exhibit 5). *24 Power of Attorney. - ----------- * Previously filed. -2- SIGNATURES The Registrant. Pursuant to the requirements of the Securities Act of 1933, the registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-8 and has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized in Greensboro, North Carolina on the 13th day of October, 1999. V.F. CORPORATION By: /s/ Mackey J. McDonald --------------------------------------------- Mackey J. McDonald Chairman of the Board, President and Chief Executive Officer Pursuant to the requirements of the Securities Act of 1933, this Registration Statement has been signed by the following persons in the capacities and on the dates indicated. SIGNATURE TITLE DATE /s/ Mackey J. McDonald Chairman of the Board, October 13, 1999 - ---------------------- President and Mackey J. McDonald Chief Executive Officer /s/ Robert K. Shearer Vice President - Finance October 13, 1999 - ---------------------- and Chief Financial Officer Robert K. Shearer /s/ Peter E. Keene Vice President - Controller October 13, 1999 - ---------------------- Peter E. Keene DIRECTORS Robert D. Buzzell* George Fellows* M. Rust Sharp* Edward E. Crutchfield* Robert J. Hurst* L. Dudley Walker* Ursula F. Fairbairn* Mackey J. McDonald* Barbara S. Feigin* Date: October 13, 1999 *By: /s/ Mackey J. McDonald -------------------------------- Mackey J. McDonald, Attorney-In-Fact -3- EXHIBIT INDEX 4.1 1996 Stock Compensation Plan, as amended to date. -4-